Skunk Works: A Personal Memoir of My Years at Lockheed

by Ben R Rich

  The Air Force pressured me to accept a deadline of twenty-two months to test-fly the first fighter. It had taken us eighteen months to build Have Blue, which was far simpler, but I reluctantly agreed to meet the deadline. As Alan Brown, my program manager for the fighter production, put it, “Ben said ‘Okay.’ The rest of us said, ‘Oh, shit.’ ”

  The contract was signed on November 1, 1978. We had only until July 1980 to build the first airplane, get it right, and get it flying.

  Kelly Johnson had operated under tremendous pressure on a lot of projects over the years, but he never had to put up with the galloping inflation that hit us unexpectedly in 1979 as the OPEC oil cartel suddenly raised prices more than 50 percent. Sixteen percent inflation rates were eating me alive, and my contract with the Air Force had no price-adjustment clauses to relieve some of the financial pressures. “Who could’ve foreseen this goddam mess?” I howled to the winds. Our accounting office was becoming apoplectic. The Air Force sympathized and told me to keep my chin up but rejected my appeal for renegotiations to build inflationary spirals into a shared customer-government cost outlay. By the middle of the presidential campaign of 1980, Carter was catching hell from all directions. Ronald Reagan blasted him for weakening the military and made a campaign issue out of Carter’s cancellation of Rockwell’s B-1 bomber, which had cost eight thousand jobs in voter-rich Southern California. The Carter White House asked me to draft a briefing paper for Reagan that would privately inform him about the very sensitive stealth project in the hope he would back off his attacks on the outmoded B-1. Fat chance that would happen, but in a desperate move, Defense Secretary Brown shocked me by stating in public that the government was doing research on important stealth technology. By then Carter had lost the defense issue totally, so Brown should have kept his mouth shut.

  We in the Skunk Works had done very well under the Carter administration and would really miss tremendous performers like Bill Perry at the Pentagon.* But Reagan roared into Palmdale and blistered Carter with a speech at the Rockwell plant, promising to reopen the B-1 bomber line after the election. Everyone in aerospace was ready for a change. Guys in the plant were whistling “Happy Days Are Here Again” simply because the sentiment fit perfectly with their mood. The so-called Misery Index, cited by Reagan, which was the rate of inflation measured against declining employment, really resonated with me. I felt that Misery Index every time I sat down with our auditors and watched my costs slam through the roof.

  In one of his final acts before leaving office, Defense Secretary Harold Brown called me to Washington on the eve of Reagan’s inauguration in January 1981, and in a secret ceremony in his Pentagon office awarded me the Defense Department’s Distinguished Service Medal for the stealth airplane. Because of the tight security surrounding the project, only Kelly was allowed to accompany me. He stood by beaming like a proud uncle as Brown pinned on my medal and said, “Ben, your Skunk Works is a national treasure. The nation is in your debt for stealth and all the other miracles you people have managed to pull off over the years. From all of us in this building, thank you.”

  I was allowed to show the medal to my two children, Karen and Michael, but I couldn’t tell them why I had received it.

  Reagan would initiate the biggest peacetime military spending in our history. During the early 1980s defense industry sales increased 60 percent in real terms and the aerospace workforce expanded 15 percent in only three years—from 1983 to 1986. We employed directly nearly a quarter million workers in skilled, high-paying jobs and probably twice that many in support and supplier industries. Not since Vietnam were we building so much new military equipment, and that fevered activity was, coincidentally, being matched in the civilian airline industry.

  Boeing, in Seattle, was reaping the biggest bonanza in its history during the first years of the 1980s, filling orders from the major airlines to invest in the next generation of 727s, 737s, and 747s. One airliner a day was rolling out of the huge Boeing complex. Between Boeing and the growing production lines for new missiles and fighters at California-based aerospace outfits, I suddenly found myself on the short end of materials, subcontracting work, machine shop help, and skilled labor. Without warning, there was a dire shortage of everything used in an airplane. Lead times for basic materials stretched from weeks to literally years.

  We needed specialized machining and forgings, and our local subcontractors just shrugged us off. We were small potatoes, who bought in threes and fours. We advertised our needs as far away as Texas, usually in vain. Even a favorite landing gear manufacturer for past projects had to turn us down; he had no time to start up a production line for such a small order. I even had to beg for aluminum—Boeing’s huge airliners were hogging the 30 percent of aluminum production allocated for the airplane industry. The remainder was allocated to the soft drink and beer industry. I had to personally plead with the head of one of the Alcoa plants whom I knew to stop a run and squeeze in our modest order. He did me a personal favor—things were that tight.

  Finding qualified aerospace workers was almost impossible at any price. Usually we borrowed people from the main plant, but business was brisk there, too, building our own Tri-Star airliner and completing a big contract award for a Navy patrol aircraft, and they had no skilled workers to spare. We had to hire people off the street, and security clearances became a horror and a half. We’d find someone with good references as a welder only to have him flunk security because of drugs. Forty-four percent of the people who applied for jobs with us flunked the drug testing. I began to think that all of Southern California was zonked on coke, heroin, pot, and LSD. Those who flunked were mostly shop personnel, but some promising technical types were caught in the net as well.

  We weren’t exactly home free with many of the new employees who did pass the drug hurdle; we had to start from scratch getting them cleared and it could take longer than having a baby. I got dispensations from security for workers we purposely put in “ice boxes”—that is, they worked in remote buildings far from the main action, assembling innocuous parts. We were purposely creating big problems in terms of efficiency and logistics in the name of security by allowing ourselves to become so fragmented. But I had no choice. I had to tuck away workers so they couldn’t see or guess what it was they were really working on. I had to make us inefficient by having them work on pieces of the airplane that would not reveal the nature of the airplane itself. I couldn’t tell them how many pieces they had to make, and we had to redo drawings to eliminate the airplane’s serial numbers. That alone required significant extraneous paperwork. The majority of the people we hired had no idea that we were building a fighter, or whether we were building ten or fifty. Through a complex procedure we reserialized their piecemeal work when it came into the main assembly.

  I had to laugh thinking how Kelly would have reacted not only to the security headaches but to the exasperating management regulations that never existed in his day. I might be cleared for top secret, but I was also on a government contract and that meant conforming to all sorts of mandatory guidelines and stiff regulations. Kelly had operated in a paradise of innocence, long before EPA, OSHA, EEOC, or affirmative action and minority hiring policies became the laws of our land. I was forced by law to buy two percent of my materials from minority or disadvantaged businesses, but many of them couldn’t meet my security requirements. I also had to address EEOC requirements on equal employment opportunity and comply with other laws that required hiring a certain number of the disabled. Burbank was in a high-Latino community and I was challenged as to why I didn’t employ any Latino engineers. “Because they didn’t go to engineering school” was my only reply. If I didn’t comply I could lose my contract, its high priority notwithstanding. And it did no good to argue that I needed highly skilled people to do very specialized work, regardless of race, creed, or color. I tried to get a waiver on our stealth production, but it was almost impossible.

  We had barely any experience working with new exotic
materials being used for the airplane’s outer skin. The radar-absorbing ferrite sheeting and paints required special precautions for the workers. OSHA demanded sixty-five different masks and dozens of types of work shoes on stealth alone. I was told by OSHA that no worker with a beard was allowed to use a mask while spray coating. Imagine if I told a union rep that the Skunk Works would not hire bearded employees—they’d have hung me in effigy.

  The Skunk Works facilities were old, many of them dating back to World War II, and even a myopic OSHA inspector would have had a field day finding inadequate ventilation or potentially unsafe asbestos insulation still in the walls. Our work areas were very skunky, ladders all over the place, lots of wiring to trip over, an oil slick or two. We had worked fast and loose from day one—with seldom an accident or a screwup. That was part of our charm, I thought. We were great innovators, rule benders, chance takers, and when appropriate, corner cutters. We did things like fuel airplanes inside an assembly area—a strictly forbidden act that risked fires or worse—to solve the problem of not having to move a very secret airplane into daylight to see if its fuel system leaked. Our people knew what they were doing, worked skillfully under intense pressure, and skirted hazards mostly by sheer expertise and experience. But as we grew, the skill level decreased and sloppiness suddenly became a serious problem.

  Midway into the stealth fighter project we began experiencing foreign object damage (FOD) caused by careless workmen. This particular problem is familiar to all manufacturers of airplanes but had been practically nonexistent in our shop. Parts left inside an engine can destroy it or cost lives in fatal crashes. We’ve all heard about surgeons leaving sponges or clamps inside bodies—but I know of a case in the main Lockheed plant where a workman left a vacuum cleaner inside the fuel tank of an Electra. The vacuum cleaner began banging around inside the fuel tank at ten thousand feet and the pilot landed safely before disaster struck. A big problem with jets is keeping runways clear of debris that could be sucked into an engine. Break off an engine blade and it rips through an engine causing catastrophic damage. In our case, workers would crawl into a space with pens in their pocket, oblivious when one dropped out, or they would carelessly leave a bolt or screw inside an engine. One loose bolt left inside could cause us to replace an entire $2.5 million jet engine. Carelessness was costing us about $250,000 annually in repairs. We solved part of the problem by designing pocketless coveralls and installing a very strict parts and tool auditing system on the assembly floor. Our people had to account for every rivet and screw.

  We also learned to keep a sharp eye to ensure that workers didn’t try to save time or cut corners by using tools not designed for particular parts. Another concern: workers would screw up and damage a part, but instead of reporting it to their supervisor, they’d sneak off to the supply cabinet and grab another part that was reserved for the next plane they would be building. We learned to keep our parts locked and tagged so that workers could not obtain easy access. We also discovered that some of our welders and riveters had bypassed their required semiannual certification tests. The Air Force auditors were hound dogs and our record keeping stank. After decades of successfully avoiding red tape we were now swimming in it.

  “Face it,” I told my supervisors, “our people are getting too damn lax.” We were working three shifts, around the clock, building the stealth fighter. When you build one or two airplanes at a time there isn’t as much discipline as when you are building dozens. Our people never cleaned up their work areas before the next shift came on until I ordered them to stop working fifteen minutes before the next shift and use that time to sweep up and pick up.

  The bottom line was that I was forced to use too many inexperienced workers. On the one side I had General Dixon of the Tactical Air Command climbing all over me because of foreign object damage and insisting that he bring in a team of efficiency experts to clean up the mess. “Ben, I know you hate me for it now,” Dixon said, “but you’ll thank me for it later.” He was right on both counts. Ultimately our shops became spotless and models of their kind. But it took a lot of stress getting us there. On the other side I was fighting off OSHA inspectors clamoring to get inside the Skunk Works and possibly close down our operation.

  A few workers complained because they heard that the new radar-absorbing materials were made out of highly toxic composites and became concerned for their health. The truth was we were very careful how we used hazardous materials, but because of proprietary considerations I could not reveal in public the composition of our materials, which our competitors would be as eager to discover as the Kremlin. In desperation I called the Secretary of the Air Force to get those OSHA inspectors off my back. I was told, that’s too hot for us to tackle, thank you very much. So I called OSHA and told them to send me the same inspector who worked the Atomic Energy Commission—a guy cleared for the highest security and used to working with highly sensitive materials. This inspector came out and nickel-and-dimed me into a total of two million bucks in fines for no fewer than seven thousand OSHA violations. He socked it to me for doors blocked, improper ventilation, no backup emergency lighting in a workspace, no OSHA warning label on a bottle of commercial alcohol. That latter violation cost me three grand. I felt half a victim, half a slumlord.

  But then an even more serious problem hit us. A disgruntled employee, bypassed for promotion, contacted a staff member on the House Government Operations subcommittee and accused the Skunk Works of lax security and claimed that we lost secret documents. His accusations were perfectly timed because an airplane model manufacturer named Testors was making a fortune with a model they called the F-19, claiming it was America’s supersecret stealth fighter. They took the front end of our Blackbird, put a couple of engines on it, and advertised it as the stealth fighter. They sold 700,000 of these bogus stealths and Congress was livid. They wanted to know how could we allow the government’s most secret ongoing project to become a best-selling Christmas present. A couple of congressional committees wanted to send for me and sock it to me in executive session, but the Air Force refused to allow my appearance under any circumstances, citing extreme national security concerns. So Congress reached into our board room, and Larry Kitchen was sent to the Hill as the sacrificial lamb instead; he was browbeaten unmercifully before the House Subcommittee on Procedures and Practices. Then the subcommittee’s chairman, John Dingell, a feisty Michigan Democrat, sent a few of his committee sleuths to Burbank to investigate our security procedures. They ordered an audit of all our classified documents from year one—and I almost had a stroke. The first thing I did was drive over to Kelly Johnson’s house and grab back cartons of documents and blueprints and God knows what else, all stored in Kelly’s garage. Kelly operated by his own rules. He said, “Damn it, if they can’t trust Kelly Johnson by now, they can go straight to hell.” For years Kelly made his own security rules, but now the rules had changed drastically and were vigorously enforced and unbending. I was sweating that we’d all wind up making license plates at Leavenworth.

  Government auditors discovered some classified documents missing. The documents in question had been properly shredded, but our logging was antiquated and no one recorded the date of the document destruction. It was a bureaucratic foul-up rather than any serious security breach, but tell that to Congress. The government cut my progress payments on the stealth fighter project by 30 percent until I could prove to their satisfaction that I had taken specific steps to eliminate security logging laxness and lost documents. From then on, we were monitored unceasingly. Toward the end of the stealth project I had nearly forty auditors living with me inside our plant, watching every move we made on all security and contract matters. The chief auditor came to me during a plant visit and said, “Mr. Rich, let’s get something straight: I don’t give a damn if you turn out scrap. It’s far more important that you turn out the forms we require.”

  Those guys swarmed over us like bees on clover, checking up on our payment schedules, investigating whe
ther we bought the lowest-priced materials and equipment from subcontractors, whether we really negotiated cost, tracked it, worked hard to get the best deal for Uncle Sam with our suppliers. I had to double my administrative staff to keep up with all these audits. For better or worse, we were stuck inside a Kafkaesque bureaucracy demanding accountability for every nut, screw, and bolt.

  In between all these distractions and disruptions we were trying to build an airplane. We started assembly the same time as McDonnell Douglas started the F-18 fighter. They took ten years to produce their first operational squadron of twenty airplanes. We took only five years. And theirs was a conventional airplane, while ours was entirely revolutionary technology.

  We began by refining our shape on the computer and then constructing a full-scale wooden mock-up so that the exact shape and fit of each critical facet panel and component could be evaluated and any problems associated with new details like the bomb bay could be identified and solved. We knew that this slightly newer and larger shape would be as unstable as the Have Blue aircraft—but would there be differences? To find out, one of our aerodynamicists built a giant slingshot that looked like a rock-hurling catapult right out of an old Robin Hood movie, set it up on the third-floor ramp of a huge assembly building the length of two and a half football fields—and then fired off models of our new stealth shape and took slow-motion film of how they fell to the ground, receiving a painless preview of what would happen if the real airplane spun out of control. Security forced us to do this indoors rather than off a rooftop—but it worked perfectly.